A. Describe your advisory firm, including how long you have been in business. Identify your
principal owner(s).
Nebrodi is a Delaware Limited Liability Company formed in April 2014. The principal owners
of Nebrodi are Allan J. Vartelas, Robert W. Davis, and Erik R. Cafarella (collectively, the
“Principals”). The Principals became members of Nebrodi in November 2014.
B. Describe the types of advisory services you offer. If you hold yourself out as specializing in a
particular type of advisory service, explain the nature of that service in greater detail.
Nebrodi provides discretionary and non-discretionary investment management services in
connection with investing, managing, and monitoring investments made on behalf of its
Clients’ (as defined below) portfolios, in accordance with the terms of the investment
management agreements between Nebrodi and its Clients (such agreements, the “Investment
Management Agreements”). Currently, Nebrodi’s clients (each a “Client,” and collectively,
the “Clients”) consist of managing certain assets of an insurance company on a discretionary
basis and certain assets of a pension plan on a non-discretionary basis.
Nebrodi’s investment advisory services consist of identifying and evaluating investment
opportunities, negotiating the terms of investments, managing and monitoring investments,
and achieving dispositions for such investments for its Clients. All such investment advisory
services are done in accordance with the Investment Management Agreements.
Investments are made predominantly in non-public companies either through purchases of
interests in private equity or mezzanine debt partnerships (individually a “Fund,” and
collectively, “Funds”) or purchases (directly or indirectly) of non-controlling equity or debt
interests in private companies, generally alongside a financial sponsor or other private equity
or mezzanine debt investor (“Co-investments”). From time to time, and only in cases where
such investments consist of purchases of a direct or indirect equity interest in a private
company, the Principals may serve on such portfolio companies’ boards of directors or
otherwise, and in conjunction with other shareholders and directors, act to influence control
over management of portfolio companies held by the Clients’ portfolios.
C. Explain whether (and, if so, how) you tailor your advisory services to the individual needs of
clients. Explain whether clients may impose restrictions on investing in certain securities or
types of securities.
Nebrodi tailors its investment advisory services to its Clients in accordance with the terms of
the Investment Management Agreements. Such terms may impose restrictions on investing in
certain securities or types of securities. As noted above, Nebrodi will make investments
predominantly in non-public companies either through purchases of interests in Funds or
purchases of interests through Co-investments.
5 | P a g e
D. If you participate in wrap fee programs by providing portfolio management services, (1)
describe the differences, if any, between how you manage wrap fee accounts and how you
manage other accounts, and (2) explain that you receive a portion of the wrap fee for your
services.
Nebrodi does not participate in wrap fee programs.
E. If you manage client assets, disclose the amount of client assets you manage on a discretionary
basis and the amount of client assets you manage on a non-discretionary basis. Disclose the date
“as of” which you calculated the amounts.
As of December 31, 2023, Nebrodi managed approximately $1,074,000,000 of regulatory assets
under management on a discretionary basis and $389,000,000 on a non-discretionary basis with
total regulatory assets under management of $1,463,000,000.